PROSPERITY BANCSHARES, INC.® REPORTS FOURTH QUARTER 2025 EARNINGS


Announced the signing of a definitive merger agreement to acquire Stellar Bancorp, Inc., headquartered in Houston, Texas


Net income of $139.9 million and earnings per share (diluted) of $1.49 for fourth quarter 2025


Net income of $542.8 million, increased 13.2%, and earnings per share (diluted) of $5.72, increased 13.3%, for the year ended December 31, 2025 compared with the same period 2024


Fourth quarter net interest margin increased 25 basis points to 3.30% compared to 3.05% for fourth quarter 2024


Deposits increased $700.4 million during fourth quarter 2025, or 10.1% annualized


Allowance for credit losses on loans and on off-balance sheet credit exposure of $371.4 million and allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program, of 1.63%(1)


Nonperforming assets remain low at 0.46% of fourth quarter average interest-earning assets


Return (annualized) on fourth quarter average assets of 1.49% and average tangible common equity of 13.61%(1)


Completed the acquisition of American Bank Holding Corporation on January 1, 2026


Received all necessary regulatory and shareholder approvals for the pending acquisition of Southwest Bancshares, Inc., San Antonio, Texas


Repurchased 2.0 million shares of common stock for $137.2 million during fourth quarter 2025, and 2.3 million shares of common stock for $157.1 million during 2025


Approved 2026 Stock Repurchase Program covering up to 5% of outstanding common stock

Prosperity Bancshares, Inc.® (NYSE: PB) (“Prosperity Bancshares”), the parent company of Prosperity Bank® (collectively, “Prosperity”), reported net income of $139.9 million for the quarter ended December 31, 2025, compared with $130.1 million for the same period in 2024. Net income per diluted common share was $1.49 for the quarter ended December 31, 2025, compared with $1.37 for the same period in 2024. The annualized return on fourth quarter average assets was 1.49%. Additionally, deposits increased $700.4 million during the fourth quarter of 2025. Nonperforming assets remain low at 0.46% of fourth quarter average interest-earning assets. On January 1, 2026, American Bank Holding Corporation (“American”) merged with Prosperity Bancshares and American Bank, N.A. (“American Bank”) merged with Prosperity Bank (collectively, the “Prosperity/American Merger”).

“I am excited to announce that on January 1, 2026, Prosperity completed the merger with our new partner American and its wholly owned subsidiary American Bank, headquartered in Corpus Christi, Texas. In connection with that transaction, we are pleased that Patt Wallace, the daughter of one of the founding families of the bank, and Steve Rafaelle, the CEO of American Bank, have joined our Bank Board of Directors,” said David Zalman, Prosperity’s Senior Chairman and Chief Executive Officer.

“We have also received all regulatory and shareholder approvals for the merger with Southwest Bancshares, the parent company of Texas Partners Bank and expect the transaction will be effective on February 1, 2026. In connection with the Southwest deal, we are pleased that Gene Dawson, Interim Chairman of Southwest Bancshares and Chairman of the nationally recognized Pape-Dawson engineering firm will be joining our Bank Board of Directors. To further add to our San Antonio presence, Charlie Amato has joined our Bank Board of Directors. In addition to his successful business, Charlie previously served as a board member of Federal Reserve Board of Dallas, San Antonio Branch, a Regent of the Texas State University System and is an investor in the San Antonio Spurs,” continued Zalman.

“When Prosperity went public in 1998, we were a small community bank in rural Texas with less than $500 million in assets. For 27 years, we have remained disciplined and focused on the same strategy. Delivering shareholder value by prioritizing low-cost core deposits, operational efficiency, sound credit quality, and growth via opportunistic M&A,” added Zalman.

“This morning’s announcement that Prosperity is acquiring Stellar Bancorp is consistent with that strategy and this transaction marks an important milestone for the company. Our combined Houston bank deposit rank increases from number 9 to number 5, making us the largest Texas-based bank in the market and 2nd largest by bank deposits in the state,” stated Zalman.

“Importantly, Stellar Bancorp is a well-run bank with similar credit discipline and an envious noninterest-bearing deposit mix. It has scarcity value, a quality balance sheet and earnings power. As a result, we view the transaction as a low-risk combination that significantly enhances our Texas footprint,” concluded Zalman.

Results of Operations for the Three Months Ended December 31, 2025

Net income was $139.9 million(2) for the three months ended December 31, 2025, compared with $130.1 million(3) for the same period in 2024, an increase of $9.8 million or 7.6%. Net income per diluted common share was $1.49 for the three months ended December 31, 2025, compared with $1.37 for the same period in 2024, an increase of 8.8%. The changes were primarily due to an increase in net interest income and a decrease in Federal Deposit Insurance Corporation (“FDIC”) special assessment, partially offset by an increase in provision for income taxes. On a linked quarter basis, net income was $139.9 million(2) for the three months ended December 31, 2025, compared with $137.6 million(4) for the three months ended September 30, 2025, an increase of $2.4 million or 1.7%. Net income per diluted common share was $1.49 for the three months ended December 31, 2025, compared with $1.45 for the three months ended September 30, 2025, an increase of 2.8%. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended December 31, 2025, were 1.49%, 7.30% and 13.61%(1), respectively. Prosperity’s efficiency ratio (excluding net gains and losses on the sale, write-down or write-up of assets and securities) was 43.66%(1) for the three months ended December 31, 2025.

Net interest income before provision for credit losses was $275.0 million for the three months ended December 31, 2025, compared with $267.8 million for the same period in 2024, an increase of $7.2 million or 2.7%. The net interest margin on a tax equivalent basis was 3.30% for the three months ended December 31, 2025, compared with 3.05% for the same period in 2024. The changes to both measures were primarily due to a decrease in the average balances and average rates on other borrowings and a decrease in the average rates on interest-bearing deposits, partially offset by a decrease in the average balances and average rates on loans and federal funds sold and other earning assets. Net interest income before provision for credit losses increased $1.5 million to $275.0 million for the three months ended December 31, 2025, compared with $273.4 million for the three months ended September 30, 2025. The net interest margin on a tax equivalent basis was 3.30% for the three months ended December 31, 2025, compared with 3.24% for the three months ended September 30, 2025. The changes to both measures were primarily due to a decrease in the average balances and average rates on other borrowings, partially offset by a decrease in the average balances and average rates on loans and federal funds sold and other earning assets.

Noninterest income was $42.8 million for the three months ended December 31, 2025, compared with $39.8 million for the same period in 2024, an increase of $2.9 million, primarily due to increases in other noninterest income and service charges on deposit accounts. Noninterest income was $42.8 million for the three months ended December 31, 2025, compared with $41.2 million for the three months ended September 30, 2025, an increase of $1.5 million.

Noninterest expense was $138.7 million for the three months ended December 31, 2025, compared with $141.5 million for the same period in 2024, a decrease of $2.8 million, primarily due to a reversal of the 2024 FDIC special assessment, partially offset by a change in the net loss on sale or write-down of other real estate and an excise tax expense due to stock repurchases. Noninterest expense was $138.7 million for the three months ended December 31, 2025, and $138.6 million for the three months ended September 30, 2025.

Results of Operations for the Year Ended December 31, 2025

For the year ended December 31, 2025, net income was $542.8 million(5) compared with $479.4 million(6) for the same period in 2024, an increase of $63.5 million or 13.2%. Net income per diluted common share was $5.72 for the year ended December 31, 2025, compared with $5.05 for the same period in 2024, an increase of 13.3%. The changes were primarily due to an increase in net interest income, lower merger related provision and expenses, and lower regulatory assessments and FDIC insurance, partially offset by a decrease in net gain on sale or write-up of securities. Returns on average assets, average common equity and average tangible common equity for the year ended December 31, 2025, were 1.42%, 7.14% and 13.43%(1), respectively.

Net interest income before provision for credit losses for the year ended December 31, 2025, was $1.081 billion compared with $1.026 billion for the same period in 2024, an increase of $55.0 million or 5.4%. The net interest margin on a tax equivalent basis for the year ended December 31, 2025, was 3.22% compared with 2.93% for the same period in 2024. The changes to both measures were primarily due to a decrease in the average balances and average rates on other borrowings and a decrease in the average rates on interest-bearing deposits, partially offset by a decrease in the average balances and average rates on federal funds sold and other earning assets, a decrease in the average balances on investment securities, a decrease in the average rates on loans and a decrease in loan discount accretion of $5.1 million.

Noninterest income was $168.3 million for the year ended December 31, 2025, compared with $165.8 million for the same period in 2024, an increase of $2.5 million, primarily due to increases in other noninterest income and service charges on deposit accounts, partially offset by a decrease in net gain on sale or write-up of securities.

Noninterest expense was $556.2 million for the year ended December 31, 2025, compared with $570.6 million for the same period in 2024, a decrease of $14.4 million, primarily due lower regulatory assessments and FDIC insurance, a reversal of the 2024 FDIC special assessment, a decrease in other noninterest expense and a decrease in merger related expenses.

Balance Sheet Information

Prosperity had $38.463 billion in total assets at December 31, 2025, compared with $38.330 billion at September 30, 2025, and $39.567 billion at December 31, 2024. The year-over-year decrease was primarily due to the reduction in borrowings by $1.250 billion from December 31, 2024 to December 31, 2025.

Loans were $21.805 billion at December 31, 2025, a decrease of $222.4 million from $22.028 billion at September 30, 2025. Loans decreased $343.8 million from $22.149 billion at December 31, 2024.

Loans, excluding Warehouse Purchase Program loans, were $20.501 billion at December 31, 2025, compared with $20.750 billion at September 30, 2025, a decrease of $249.0 million, and compared with $21.068 billion at December 31, 2024, a decrease of $567.7 million.

Deposits were $28.482 billion at December 31, 2025, an increase of $700.4 million from $27.782 billion at September 30, 2025. Deposits increased $101.1 million from $28.381 billion at December 31, 2024.

Asset Quality

Nonperforming assets totaled $150.8 million or 0.46% of quarterly average interest-earning assets at December 31, 2025, compared with $119.6 million or 0.36% of quarterly average interest-earning assets at September 30, 2025, and $81.5 million or 0.23% of quarterly average interest-earning assets at December 31, 2024.

The allowance for credit losses on loans and off-balance sheet credit exposures was $371.4 million at December 31, 2025, compared with $377.3 million at September 30, 2025, and $389.5 million at December 31, 2024. There was no provision for credit losses for the three months and year ended December 31, 2025, compared with no provision for credit losses for the three months ended December 31, 2024, and a $9.1 million provision for credit losses related to acquisitions for the year ended December 31, 2024.

The allowance for credit losses on loans was $333.7 million or 1.53% of total loans at December 31, 2025, compared with $339.6 million or 1.54% of total loans at September 30, 2025, and $351.8 million or 1.59% of total loans at December 31, 2024. Excluding Warehouse Purchase Program loans, the allowance for credit losses on loans to total loans was 1.63%(1) at December 31, 2025, compared with 1.64%(1) at September 30, 2025, and 1.67%(1) at December 31, 2024.

Net charge-offs were $5.9 million for the three months ended December 31, 2025, compared with net charge-offs of $6.5 million for the three months ended September 30, 2025, and net charge-offs of $2.6 million for the three months ended December 31, 2024. For the three months ended December 31, 2025, $3.9 million of reserves on resolved purchased credit deteriorated (“PCD”) loans without any related charge-offs were released to the general reserve.

Net charge-offs were $18.1 million for the year ended December 31, 2025, compared with net charge-offs of $14.6 million for the year ended December 31, 2024. For the year ended December 31, 2025, $18.9 million of reserves on resolved PCD loans without any related charge-offs were released to the general reserve.

Dividend

Prosperity Bancshares declared a first quarter 2026 cash dividend of $0.60 per share to be paid on April 1, 2026, to all shareholders of record as of March 13, 2026.

Stock Repurchase Program

On January 26, 2026, Prosperity Bancshares announced a stock repurchase program under which up to 5%, or approximately 4.87 million shares, of its outstanding common stock may be acquired over a one-year period expiring on January 26, 2027, at the discretion of management. Under its 2025 stock repurchase program, Prosperity Bancshares repurchased approximately 2.04 million shares of its common stock at an average weighted price of $67.10 per share during the three months ended December 31, 2025, and approximately 2.34 million shares of its common stock at an average weighted price of $67.04 per share during the year ended December 31, 2025.

Pending Acquisition of Stellar Bancorp, Inc.

On January 28, 2026, Prosperity Bancshares and Stellar Bancorp, Inc. (“Stellar”) jointly announced the signing of a definitive merger agreement whereby Stellar, the parent company of Stellar Bank (“Stellar Bank”) will merge with and into Prosperity Bancshares. Stellar Bank operates 52 banking offices in greater Houston and Beaumont, Texas and surrounding areas. As of December 31, 2025, Stellar, on a consolidated basis, reported total assets of $10.807 billion, total loans of $7.301 billion and total deposits of $9.021 billion.

Under the terms and subject to the conditions of the definitive agreement, Prosperity Bancshares will issue 0.3803 shares of Prosperity Bancshares common stock and $11.36 in cash for each outstanding share of Stellar common stock. Based on Prosperity Bancshares’ closing price of $72.90 on January 27, 2026, the total consideration was valued at approximately $2.002 billion.

Pending Acquisition of Southwest Bancshares, Inc.

On October 1, 2025, Prosperity Bancshares and Southwest Bancshares, Inc. (“Southwest”) jointly announced the signing of a definitive merger agreement (the “Prosperity/Southwest Merger Agreement”) whereby Southwest, a Texas corporation and bank holding company of Texas Partners Bank (“Texas Partners”), will merge with and into Prosperity Bancshares and Texas Partners will merge with and into Prosperity Bank. Texas Partners operates 11 banking offices in Central Texas including its main office in San Antonio, and banking offices in the San Antonio area, Austin and the Hill Country. As of December 31, 2025, Southwest, on a consolidated basis, reported total assets of $2.426 billion, total loans of $1.941 billion and total deposits of $2.187 billion.

Under the terms and subject to the conditions of the Prosperity/Southwest Merger Agreement, Prosperity Bancshares will issue 4,062,520 shares of Prosperity Bancshares common stock for all outstanding shares of Southwest common stock and restricted stock awards, subject to certain potential adjustments. Southwest warrants and in-the-money Southwest stock options that are outstanding at the closing will be converted into cash payments based on the value of the merger consideration (less the applicable exercise price), as calculated pursuant to the terms of the Prosperity/Southwest Merger Agreement. Based on Prosperity Bancshares’ closing price of $65.97 on September 29, 2025, the total consideration was valued at approximately $268.9 million. Prosperity has received all necessary regulatory approvals for the acquisition of Southwest, and the shareholders of Southwest approved the transaction on January 22, 2026. The transaction is expected to become effective on February 1, 2026, subject to customary closing conditions.

Acquisition of American Bank Holding Corporation

On January 1, 2026, Prosperity completed the acquisition of American and its wholly owned subsidiary American Bank, headquartered in Corpus Christi, Texas. American Bank operated 18 banking offices and 2 loan production offices in South and Central Texas including its main office in Corpus Christi, and banking offices in San Antonio, Austin, Victoria and the greater Corpus Christi area including Port Aransas and Rockport and a loan production office in Houston, Texas. As of December 31, 2025, American, on a consolidated basis, reported total assets of $2.506 billion, total loans of $1.907 billion and total deposits of $2.271 billion.

Pursuant to the terms of the definitive agreement, Prosperity Bancshares issued 4,439,938 shares of Prosperity Bancshares common stock to the former shareholders and award holders of American in the first quarter of 2026.

Conference Call

Prosperity’s management team will host a conference call on Wednesday, January 28, 2026, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time) to discuss Prosperity’s fourth quarter 2025 earnings and the Stellar acquisition announcement. Individuals and investment professionals may participate in the call by dialing 877-883-0383 for domestic participants, or 412-902-6506 for international participants. The participant elite entry number is 0259843.

Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity’s website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity’s Investor Relations page by selecting “Presentations, Webcasts & Calls” from the menu and following the instructions.

Non-GAAP Financial Measures

Prosperity’s management uses certain non-GAAP financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on the sale or write-up of securities, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses, and FDIC special assessment. Prosperity believes these non-GAAP financial measures provide information useful to investors in understanding Prosperity’s financial results and their presentation, together with the accompanying reconciliations, provides a more complete understanding of factors and trends affecting Prosperity’s business and allows investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. Further, Prosperity believes that these non-GAAP financial measures provide useful information by excluding certain items that may not be indicative of its core operating earnings and business outlook. These non-GAAP financial measures should not be considered a substitute for, nor of greater importance than, GAAP basis financial measures and results; Prosperity strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Please refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.

Prosperity Bancshares, Inc. ®

As of December 31, 2025, Prosperity Bancshares, Inc.® is a $38.463 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma. Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.

Prosperity currently operates 301 full-service banking locations: 62 in the Houston area, including The Woodlands; 36 in the South Texas area including Corpus Christi and Victoria; 61 in the Dallas/Fort Worth area; 22 in the East Texas area; 28 in the Central Texas area including Austin and San Antonio; 45 in the West Texas area including Lubbock, Midland-Odessa, Abilene, Amarillo and Wichita Falls; 15 in the Bryan/College Station area; 6 in the Central Oklahoma area; and 8 in the Tulsa, Oklahoma area and 18 in the Central, South Texas and San Antonio areas currently doing business as American Bank.

Cautionary Notes on Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This press release contains, and the remarks by Prosperity’s management on the conference call may contain, statements regarding the proposed transaction between Prosperity Bancshares, Inc. (“Prosperity”) and Stellar Bancorp, Inc. (“Stellar”); future financial and operating results; benefits and synergies of the proposed transaction; future opportunities for Prosperity; the issuance of common stock of Prosperity contemplated by the Agreement and Plan of Merger by and between Prosperity and Stellar (the “Merger Agreement”); the expected filing by Prosperity with the Securities and Exchange Commission (the “SEC”) of a registration statement on Form S-4 (the “Registration Statement”) and a prospectus of Prosperity and a proxy statement of Stellar to be included therein (the “Proxy Statement/Prospectus”); the expected timing of the closing of the proposed transaction; the ability of the parties to complete the proposed transaction considering the various closing conditions and any other statements about future expectations that constitute forward-looking statements within the meaning of the federal securities laws, including the meaning of the Private Securities Litigation Reform Act of 1995, as amended, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “goal,” “guidance,” “intend,” “is anticipated,” “is expected,” “is intended,” “objective,” “plan,” “projected,” “projection,” “will affect,” “will be,” “will continue,” “will decrease,” “will grow,” “will impact,” “will increase,” “will incur,” “will reduce,” “will remain,” “will result,” “would be,” variations of such words or phrases (including where the word “could,” “may,” or “would” is used rather than the word “will” in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates, and projections about Prosperity, Stellar and their respective subsidiaries or related to the proposed transaction between Prosperity and Stellar and are subject to significant risks and uncertainties that could cause actual results to differ materially from the results expressed in such statements.

These forward-looking statements may include information about Prosperity’s and Stellar’s possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity’s and Stellar’s future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity’s and Stellar’s loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity’s and Stellar’s future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity’s and Stellar’s operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of the proposed transaction, and statements about the assumptions underlying any such statement.

These forward-looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity and Stellar currently believe to be valid. Because forward-looking statements relate to future results and occurrences, many of which are outside of the control of Prosperity and Stellar, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These risks and uncertainties include, but are not limited to, whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity’s securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate, interest rate and commodity price fluctuations; changes in trade policies by the United States or other countries, such as tariffs or retaliatory tariffs; and the effect, impact, potential duration or other implications of weather and climate-related events. Many possible events or factors could adversely affect the future financial results and performance of Prosperity, Stellar or the combined company and could cause those results or performance to differ materially from those expressed in or implied by the forward-looking statements. Such risks and uncertainties include, among others: (1) the risk that the cost savings and synergies from the proposed transaction may not be fully realized or may take longer than anticipated to be realized, (2) disruption to Prosperity’s and Stellar’s businesses as a result of the announcements and pendency of the proposed transaction, (3) the risk that the integration of Stellar’s businesses and operations into Prosperity will be materially delayed or will be more costly or difficult than expected, or that Prosperity is otherwise unable to successfully integrate Stellar’s business into its own, including as a result of unexpected factors or events, (4) the failure to obtain the necessary approval by the shareholders of Stellar, (5) the ability by Prosperity and/or Stellar to obtain required governmental approvals of the proposed transaction on the timeline expected, or at all, and the risk that such approvals may result in the imposition of conditions that could adversely affect Prosperity after the closing of the proposed transaction or adversely affect the expected benefits of the proposed transaction, (6) reputational risk and the reaction of each company’s customers, suppliers, employees or other business partners to the proposed transaction, (7) the failure of the closing conditions in the Merger Agreement to be satisfied, or any unexpected delay in closing the proposed transaction or the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement, (8) the dilution caused by the issuances of additional shares of Prosperity’s common stock in the proposed transaction, (9) the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, (10) the outcome of any legal or regulatory proceedings that may be currently pending or later instituted against Prosperity before or after the proposed transaction, or against Stellar, (11) diversion of management’s attention from ongoing business operations and (12) general competitive, economic, political and market conditions and other factors that may affect future results of Prosperity and Stellar. Prosperity and Stellar disclaim any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other risks, uncertainties, assumptions, and factors are discussed in the respective Annual Reports on Form 10-K for the year ended December 31, 2024, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by Prosperity or Stellar and in other filings made by Prosperity and Stellar with the SEC from time to time.

Additional Information about the Transaction and Where to Find It

Prosperity intends to file with the SEC the Registration Statement on Form S-4 to register the shares of Prosperity common stock to be issued to the shareholders of Stellar in connection with the proposed transaction. The Registration Statement will include the Proxy Statement/Prospectus which will be sent to the shareholders of Stellar in connection with the proposed transaction. This communication is not a substitute for the Registration Statement, the Proxy Statement/Prospectus or any other document that may be filed by Prosperity or Stellar with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY/STATEMENT PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain the Registration Statement and the Proxy Statement/Prospectus (when available) and other documents that are filed with the SEC by Prosperity or Stellar, as applicable, free of charge from the SEC’s website at https://www.sec.gov or through the investor relations section of Prosperity’s website at https://www.prosperitybankusa.com/investor-relations/ or Stellar’s website at https://ir.stellar.bank.

Participants in the Solicitation

Prosperity, Stellar and certain of their directors and executive officers and other employees may be deemed to be participants in the solicitation of proxies from Stellar’s shareholders in connection with the proposed transaction. Information about the directors and executive officers of Prosperity and their ownership of Prosperity common stock is contained in the definitive proxy statement for Prosperity’s 2025 annual meeting of shareholders (the “Prosperity Annual Meeting Proxy Statement”), which was filed with the SEC on March 13, 2025, including under the headings “Item 1. Election of Directors,” “Corporate Governance,” “Executive Compensation and Other Matters,” “Item 3. Advisory Vote on Executive Compensation,” and “Beneficial Ownership of Common Stock by Management of the Company and Principal Shareholders.” Information about the directors and executive officers of Stellar and their ownership of Stellar common stock is contained in the definitive proxy statement for Stellar’s 2025 annual meeting of shareholders (the “Stellar Annual Meeting Proxy Statement”), which was filed with the SEC on April 10, 2025, including under the headings “Proposal 1: Election of Directors,” “Certain Corporate Governance Matters,” “Executive Compensation and Other Matters,” “Executive Compensation Payments and Awards,” “Proposal 4: Advisory Vote on the Compensation of the Company’s Named Executive Officers (“Say-on-Pay Resolution”),” and “Beneficial Ownership of the Company’s Common Stock by Management and Principal Shareholders of the Company.” Additional information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the shareholders of Stellar in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be included in the Proxy Statement/Prospectus relating to the proposed transaction when it is filed with the SEC. To the extent holdings of securities by potential participants (or the identity of such participants) have changed since the information printed in the Prosperity Annual Meeting Proxy Statement or the Stellar Annual Meeting Proxy Statement, such information has been or will be reflected on Statements of Change in Ownership on Forms 3 and 4 filed with the SEC, as applicable. Free copies of the Proxy Statement/Prospectus relating to the proposed transaction and free copies of the other SEC filings to which reference is made in this paragraph may be obtained from the SEC’s website at https://www.sec.gov or through the investor relations section of Prosperity’s website at https://www.prosperitybankusa.com/investor-relations/ or Stellar’s website at https://ir.stellar.bank.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, and otherwise in accordance with applicable law.




 (1) Refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP
        financial measure.



 (2) Includes purchase accounting adjustments of $2.7 million, net of tax, primarily comprised of loan discount accretion of $3.1 million for the three months ended
        December 31, 2025.



 (3) Includes purchase accounting adjustments of $3.3 million, net of tax, primarily comprised of loan discount accretion of $3.6 million for the three months ended
        December 31, 2024.



 (4) Includes purchase accounting adjustments of $3.4 million, net of tax, primarily comprised of loan discount accretion of $2.9 million for the three months ended
        September 30, 2025.



 (5) Includes purchase accounting adjustments of $12.1 million, net of tax, primarily comprised of loan discount accretion of $12.4 million for the year ended December
        31, 2025.



 (6) Includes purchase accounting adjustments of $15.7 million, net of tax, primarily comprised of loan discount accretion of $17.5 million, merger related provision for
        credit losses of $9.1 million, merger related expenses of $4.5 million, FDIC special assessment of $3.6 million, and net gain on sale or write-up of securities of
        $11.2 million for the year ended December 31, 2024.


               Bryan/College Station Area   North Carrolton
 Bellaire
 Timbergate
 Sherwood Way



 Bryan
 Park Cities
 Beltway                           Water Street



 Bryan-29th Street
 Plano
 Clear Lake                                                                      Wichita Falls



 Bryan-East
 Plano-West
 Copperfield                                    Victoria
 Cattlemans



 Bryan-North
 Preston Forest
 Cypress                           Victoria Main
 Kell



 Caldwell
 Preston Parker
 Downtown                          Victoria-Navarro



 College Station
 Preston Royal
 Eastex                            Victoria-North                                Other West Texas Area



 Hearne
 Red Oak
 Fairfield                         Victoria Salem                                Locations



 Huntsville
 Richardson
 First Colony
 Big Spring



 Madisonville                              Richardson-West
 Fry Road                                       Other South Texas
                                                                                                                                   Area
 Big Spring - East



 Navasota
 Rosewood Court
 Gessner                                         Locations
 Brownfield



 New Waverly
 The Colony
 Gladebrook
 Alice
 Brownwood



 Rock Prairie
 Tollroad
 Grand Parkway                     Aransas Pass
 Burkburnett



 Southwest Parkway
 Trinity Mills
 Heights
 Bay City
 Byers



 Tower Point
 Turtle Creek
 Highway 6 West
 Beeville
 Cisco



 Wellborn Road                             West 15th Plano
 Little York                       Colony Creek
 Comanche



 West Allen
 Medical Center
 Cuero
 Early




            Central Texas Area
 Westmoreland
 Memorial Drive                    East Bernard
 Floydada




            Austin
 Wylie
 Northside
 Edna
 Gorman



 Cedar Park
 Pasadena
 El Campo
 Henrietta



 Congress                                               Fort Worth
 Pecan Grove
 Flatonia
 Levelland



 Lakeway
 Haltom City
 Pin Oak
 Goliad
 Littlefield



 Liberty Hill
 Hulen
 River Oaks
 Gonzales
 Merkel



 Northland
 Keller
 Sugar Land                        Hallettsville
 Plainview



 Oak Hill
 Museum Place                           SW Medical Center
 Kingsville
 Slaton



 Research Blvd                             Renaissance Square
 Tanglewood
 Mathis
 Snyder



 Westlake
 Roanoke
 The Plaza                         Padre Island



 Stockyards
 Uptown
 Palacios                                      Oklahoma


               Other Central Texas Area
 Waugh Drive                       Port Lavaca                                   Central Oklahoma Area




            Locations                                 Other Dallas/Fort Worth
                                                          Area
 Westheimer
 Portland                                      Oklahoma City



 Bastrop                                                Locations
 West University
 Rockport
 23rd Street



 Canyon Lake
 Arlington
 Woodcreek                         Schulenburg
 Expressway



 Dime Box
 Azle
 Sinton
 I-240



 Dripping Springs
 Ennis                                               Katy
 Taft
 Memorial



 Elgin
 Gainesville
 Cinco Ranch
 Weimar



 Fredericksburg
 Glen Rose                              Katy-Spring Green
 Yoakum                                        Other Central Oklahoma Area



 Georgetown
 Granbury
 Yorktown                                       Locations



 Gruene
 Grand Prairie                                       The Woodlands
 Edmond



 Horseshoe Bay
 Jacksboro                              The Woodlands-College Park                     West Texas Area
 Norman



 Kingsland
 Mesquite                               The Woodlands-I-45                             Abilene



 La Grange
 Muenster                               The Woodlands-Research
                                                                                    Forest                           Antilley Road                                 Tulsa Area



 Lexington
 Runaway Bay                                                              Barrow Street

            Tulsa



 Marble Falls
 Sanger                                              Other Houston Area   Cypress Street
 Garnett



 New Braunfels
 Waxahachie                                          Locations
 Judge Ely
 Harvard



 Pleasanton
 Weatherford
 Angleton                          Mockingbird
 Memorial



 Round Rock
 Beaumont
 Sheridan



 San Antonio                                            East Texas Area
 Cleveland                                      Amarillo
 S. Harvard



 Seguin
 Athens
 Dayton
 Hillside
 Utica Tower



 Smithville
 Blooming Grove
 Galveston
 Soncy
 Yale



 Thorndale
 Canton
 Groves



 Carthage
 Hempstead                                      Lubbock                          Other Tulsa Area Locations


               Dallas/Fort Worth Area
 Corsicana
 Hitchcock
 4th Street
 Owasso




            Dallas
 Crockett
 Liberty                           66th Street



 14th Street Plano
 Eustace
 Magnolia                          82nd Street                                   American Bank -Central Texas
                                                                                                                                                                    Area



 Abrams Centre
 Gilmer
 Magnolia Parkway                  86th Street
 Austin Westlake



 Addison
 Grapeland
 Mont Belvieu                      110th Street
 Concord



 Allen                                     Gun Barrel City
 Nederland
 Avenue Q
 Converse



 Balch Springs
 Jacksonville
 Needville
 Milwaukee
 New Braunfels



 Camp Wisdom
 Kerens
 Rosenberg                         North University
 San Antonio 281



 Carrollton
 Longview
 Shadow Creek                      Texas Tech Student
                                                                                                                      Union
 Downtown



 Cedar Hill
 Mount Vernon
 Spring
 East Central



 Coppell
 Palestine
 Tomball                                        Midland
 Universal City



 East Plano
 Rusk
 Waller
 North



 Frisco
 Seven Points
 West Columbia
 Wadley                                        American Bank -South Texas
                                                                                                                                                                    Area



 Frisco Warren
 Teague
 Wharton                           Wall Street
 South



 Frisco-West
 Tyler-Beckham
 Winnie
 West
 Padre Island



 Garland                                   Tyler-South Broadway
 Wirt
 Shoreline



 Grapevine                                 Tyler-University                                                                      Odessa
 Port Aransas



 Grapevine Main
 Winnsboro                                           South Texas Area -
 Grant
 Alameda



 Kiest                                                                                         Corpus Christi       Kermit Highway
 Bay



 Lake Highlands                                         Houston Area
 Calallen
 Parkway
 Saratoga



 McKinney                                               Houston
 Carmel
 Rockport



 McKinney Eldorado
 Aldine
 Northwest                                      San Angelo
 Goliad



 McKinney Redbud
 Alief
 Saratoga                          College Hills
 Victoria




    Prosperity Bancshares, Inc.(R)



    Financial Highlights (Unaudited)



          (In thousands)




                                                                                                   Dec 31, 2025                   Sep 30, 2025                    Jun 30, 2025                 Mar 31, 2025         Dec 31, 2024




            Balance Sheet Data (at period end)



 Loans held for sale                                                               $
          14,155              $
     11,297                  $
       6,004            $
        9,764     $
          10,690



 Loans held for investment                                                                 20,486,415                 20,738,294                      20,903,944                 20,909,913             21,057,616



 Loans held for investment - Warehouse Purchase Program                                     1,304,798                  1,278,178                       1,287,440                  1,057,893              1,080,903



 Total loans                                                                               21,805,368                 22,027,769                      22,197,388                 21,977,570             22,149,209





 Investment securities(A)                                                                  10,613,425                 10,232,462                      10,608,104                 10,792,731             11,094,424



 Federal funds sold                                                                               217                        210                             197                        221                    292



 Allowance for credit losses on loans                                                       (333,742)                 (339,626)                      (346,084)                 (349,101)             (351,805)



 Cash and due from banks                                                                    1,747,511                  1,766,115                       1,304,993                  1,694,637              1,972,175



 Goodwill                                                                                   3,503,127                  3,503,127                       3,503,127                  3,503,127              3,503,129



 Core deposit intangibles, net                                                                 51,605                     55,194                          58,796                     62,406                 66,047



 Other real estate owned                                                                       13,296                     13,750                           7,874                      8,012                  5,701



 Fixed assets, net                                                                            383,449                    378,776                         374,602                    373,273                371,238



 Other assets                                                                                 679,169                    692,692                         708,355                    701,799                756,328



 Total assets                                                                  $
          38,463,425          $
     38,330,469              $
      38,417,352       $
        38,764,675 $
          39,566,738





 Noninterest-bearing deposits                                                   $
          9,467,911           $
     9,522,028               $
      9,426,657        $
        9,675,915  $
          9,798,438



 Interest-bearing deposits                                                                 19,014,573                 18,260,066                      18,046,754                 18,350,884             18,582,900



 Total deposits                                                                            28,482,484                 27,782,094                      27,473,411                 28,026,799             28,381,338



 Other borrowings                                                                           1,950,000                  2,400,000                       2,900,000                  2,700,000              3,200,000



 Securities sold under repurchase agreements                                                  201,216                    185,797                         183,572                    216,086                221,913



 Allowance for credit losses on off-balance sheet credit exposures                             37,646                     37,646                          37,646                     37,646                 37,646



 Other liabilities                                                                            175,939                    259,994                         222,987                    267,083                287,346



 Total liabilities                                                                         30,847,285                 30,665,531                      30,817,616                 31,247,614             32,128,243



 Shareholders' equity(B)                                                                    7,616,140                  7,664,938                       7,599,736                  7,517,061              7,438,495



 Total liabilities and equity                                                  $
          38,463,425          $
     38,330,469              $
      38,417,352       $
        38,764,675 $
          39,566,738




 (A) Includes ($375), ($1,987), ($1,657), ($1,374) and ($2,056) in unrealized losses on available for sale securities for the quarterly periods ended December 31, 2025,
      September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively.


 (B) Includes ($296), ($1,570), ($1,309), ($1,085) and ($1,624) in after-tax unrealized losses on available for sale securities for the quarterly periods ended December
      31, 2025, September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively.




            Prosperity Bancshares, Inc.(R)



            Financial Highlights (Unaudited)



            (In thousands)






        Three Months Ended                                                                                         Year-to-Date


                                                                               Dec 31,                                     Sep 30,               Jun 30,                Mar 31,                             Dec 31,                  Dec 31,      Dec 31,
                                                                         2025                                2025                     2025                 2025               2024                          2025                2024




            Income Statement Data



          Interest income:



          Loans                                                   $
   321,516                   $
          329,445              $
    325,490        $
      319,023  $
         333,055            $
          1,295,474 $
         1,313,162



          Securities(C)                                                 56,767                                58,207                     57,836                 57,886              58,260                          230,696              246,726



          Federal funds sold and other earning assets                    8,364                                10,455                      9,438                 15,896              19,630                           44,153               63,825



          Total interest income                                        386,647                               398,107                    392,764                392,805             410,945                        1,570,323            1,623,713





          Interest expense:



          Deposits                                                      94,625                                95,965                     93,790                 95,597             102,050                          379,977              408,624



          Other borrowings                                              16,028                                27,613                     30,101                 30,492              39,620                          104,234              181,640



          Securities sold under repurchase agreements                    1,041                                 1,094                      1,151                  1,334               1,501                            4,620                6,954



          Total interest expense                                       111,694                               124,672                    125,042                127,423             143,171                          488,831              597,218



          Net interest income                                          274,953                               273,435                    267,722                265,382             267,774                        1,081,492            1,026,495



          Provision for credit losses                                                                                                                                                                                                9,066



          Net interest income after provision for credit losses        274,953                               273,435                    267,722                265,382             267,774                        1,081,492            1,017,429





          Noninterest income:



          Nonsufficient funds (NSF) fees                                 9,715                                 9,805                      8,885                  9,147               9,960                           37,552               35,417



          Credit card, debit card and ATM card income                    9,462                                 9,446                      9,761                  8,739               9,443                           37,408               37,308



          Service charges on deposit accounts                            7,618                                 7,317                      7,645                  7,408               6,992                           29,988               26,498



          Trust income                                                   3,662                                 3,526                      3,859                  3,601               3,514                           14,648               14,750



          Mortgage income                                                  954                                   931                        965                  1,009                 779                            3,859                3,096



          Brokerage income                                               1,570                                 1,328                      1,225                  1,262               1,063                            5,385                4,742



          Bank owned life insurance income                               2,117                                 2,111                      1,985                  2,115               2,020                            8,328                7,980



          Net gain (loss) on sale or write-down of assets                   35                                     3                      1,414                  (235)                584                            1,217                2,824



          Net gain on sale or write-up of securities                                                                                                                                                                                11,245



          Other noninterest income                                       7,647                                 6,771                      7,243                  8,255               5,482                           29,916               21,949



          Total noninterest income                                      42,780                                41,238                     42,982                 41,301              39,837                          168,301              165,809





          Noninterest expense:



          Salaries and benefits                                         88,384                                87,949                     87,296                 89,476              88,631                          353,105              352,353



          Net occupancy and equipment                                    9,379                                 9,395                      9,168                  9,146               8,957                           37,088               35,786



          Credit and debit card, data processing and                    12,621                                12,515                     12,056                 11,422              12,342                           48,614               47,300
software amortization



          Regulatory assessments and FDIC insurance                      1,600                                 5,198                      5,508                  5,789               5,789                           18,095               27,370



          Core deposit intangibles amortization                          3,588                                 3,602                      3,610                  3,641               4,131                           14,441               15,670



          Depreciation                                                   5,155                                 4,966                      4,779                  4,774               4,791                           19,674               19,054



          Communications                                                 3,528                                 3,480                      3,507                  3,473               3,450                           13,988               13,697



          Other real estate expense                                        219                                   314                        204                    140                 255                              877                  523



          Net loss (gain) on sale or write-down of other                   109                                  (81)                     (222)                  (30)              (610)                           (224)               (814)
real estate



          Merger related expenses                                          268                                    62                                                                                                 330                4,444



          Other noninterest expense                                     13,861                                11,235                     12,659                 12,470              13,809                           50,225               55,190



          Total noninterest expense                                    138,712                               138,635                    138,565                140,301             141,545                          556,213              570,573



          Income before income taxes                                   179,021                               176,038                    172,139                166,382             166,066                          693,580              612,665



          Provision for income taxes                                    39,114                                38,482                     36,984                 36,157              35,990                          150,737              133,279



          Net income available to common shareholders             $
   139,907                   $
          137,556              $
    135,155        $
      130,225  $
         130,076              $
          542,843   $
         479,386




 (C) Interest income on securities was reduced by net premium amortization of $4,668, $2,877, $4,926, $5,027, and $5,609 for the three months ended December 31, 2025,
      September 30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively, and $17,498 and $22,836 for the year ended December 31, 2025, and 2024,
      respectively.




            Prosperity Bancshares, Inc. (R)



            Financial Highlights (Unaudited)



        (Dollars and share amounts in thousands, except per share data and market prices)






        Three Months Ended                                                                                                   Year-to-Date


                                                                             Dec 31,                                    Sep 30,                           Jun 30,                  Mar 31,                           Dec 31,             Dec 31, Dec 31,
                                                                       2025                               2025                               2025                     2025              2024                      2025              2024






            Profitability



          Net income (D) (E)                                 $
      139,907                  $
          137,556                  $
          135,155         $
         130,225 $
        130,076           $
          542,843 $
    479,386





          Basic earnings per share                              $
      1.49                     $
          1.45                     $
          1.42            $
         1.37    $
        1.37              $
          5.72    $
    5.05



          Diluted earnings per share                            $
      1.49                     $
          1.45                     $
          1.42            $
         1.37    $
        1.37              $
          5.72    $
    5.05





          Return on average assets (F) (J)                              1.49                                 1.44                                 1.41                       1.34              1.31                          1.42          1.21
                                                                            %                                   %                                   %                         %                %                            %            %



          Return on average common equity (F) (J)                       7.30                                 7.18                                 7.13                       6.94              7.00                          7.14          6.56
                                                                            %                                   %                                   %                         %                %                            %            %



          Return on average tangible common                            13.61                                13.43                                13.44                      13.23             13.50                         13.43         12.73

                                                                            %                                   %                                   %                         %                %                            %            %
equity (F) (G) (J)



          Tax equivalent net interest margin (D) (E) (H)                3.30                                 3.24                                 3.18                       3.14              3.05                          3.22          2.93
                                                                            %                                   %                                   %                         %                %                            %            %



          Efficiency ratio (G) (I) (K)                                 43.66                                44.06                                44.80                      45.71             46.10                         44.55         48.43

                                                                            %                                   %                                   %                         %                %                            %            %






            Liquidity and Capital Ratios



          Equity to assets                                             19.80                                20.00                                19.78                      19.39             18.80                         19.80         18.80

                                                                            %                                   %                                   %                         %                %                            %            %



          Common equity tier 1 capital                                 17.55                                17.53                                17.10                      16.92             16.42                         17.55         16.42

                                                                            %                                   %                                   %                         %                %                            %            %



          Tier 1 risk-based capital                                    17.55                                17.53                                17.10                      16.92             16.42                         17.55         16.42

                                                                            %                                   %                                   %                         %                %                            %            %



          Total risk-based capital                                     18.80                                18.78                                18.35                      18.17             17.67                         18.80         17.67

                                                                            %                                   %                                   %                         %                %                            %            %



          Tier 1 leverage capital                                      11.93                                11.90                                11.62                      11.20             10.82                         11.93         10.82

                                                                            %                                   %                                   %                         %                %                            %            %



          Period end tangible equity to period end                     11.63                                11.81                                11.58                      11.23             10.75                         11.63         10.75

                                                                            %                                   %                                   %                         %                %                            %            %
tangible assets (G)






            Other Data



          Weighted-average shares used in
computing earnings per common share



          Basic                                                       94,044                               95,093                               95,277                     95,266            95,264                        94,917        95,000



          Diluted                                                     94,044                               95,093                               95,277                     95,266            95,264                        94,917        95,000



          Period end shares outstanding                               93,058                               94,993                               95,277                     95,258            95,275                        93,058        95,275



          Cash dividends paid per common share                  $
      0.60                     $
          0.58                     $
          0.58            $
         0.58    $
        0.58              $
          2.34    $
    2.26



          Book value per common share                          $
      81.84                    $
          80.69                    $
          79.76           $
         78.91   $
        78.07             $
          81.84   $
    78.07



          Tangible book value per common share (G)             $
      43.64                    $
          43.23                    $
          42.38           $
         41.48   $
        40.61             $
          43.64   $
    40.61





          Common Stock Market Price



          High                                                 $
      73.90                    $
          75.44                    $
          74.56           $
         82.75   $
        86.76             $
          82.75   $
    86.76



          Low                                                  $
      61.07                    $
          64.27                    $
          61.57           $
         68.96   $
        68.94             $
          61.07   $
    57.16



          Period end closing price                             $
      69.11                    $
          66.35                    $
          70.24           $
         71.37   $
        75.35             $
          69.11   $
    75.35



          Employees - FTE (excluding overtime)                         3,941                                3,937                                3,921                      3,898             3,916                         3,941         3,916



          Number of banking centers                                      283                                  283                                  283                        284               283                           283           283




 (D) Includes purchase accounting adjustments for the periods presented as
      follows:






 Three Months Ended                                           Year-to-Date


                                   Dec 31,            Sep 30,  Jun 30,   Mar 31,    Dec 31,                  Dec 31,      Dec 31,

                                      2025                2025      2025       2025        2024                      2025          2024


    Loan discount accretion




 Non-PCD                         $2,926              $2,242    $2,486     $2,615      $2,761                   $10,269       $12,486




 PCD                               $205                $613      $638       $677        $850                    $2,133        $5,004


    Securities net accretion          $342              $1,475      $409       $705        $528                    $2,931        $2,208


    Time deposits amortization        $(1)               $(1)     $(2)      $(9)      $(21)                    $(13)       $(154)




 (E)     Using effective tax rate of 21.8%, 21.9%, 21.5%, 21.7% and 21.7% for the three months ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025 and
          December 31, 2024, respectively, and 21.7% and 21.8% for the year ended December 31, 2025, and 2024, respectively.


 (F)

 Interim periods annualized.


 (G)     Refer to the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP
          financial measure.


 (H)

 Net interest margin for all periods presented is based on average balances on an actual 365-day or 366-day basis.


 (I)     Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses
          on the sale, write-down or write-up of assets and securities. Additionally, taxes are not part of this calculation.


 (J)     For calculations of the annualized returns on average assets, average common equity and average tangible common equity excluding merger related provision for credit
          losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax refer to
          the "Notes to Selected Financial Data" at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial
          measure.


 (K)     For calculations of the efficiency ratio excluding merger related expenses and FDIC special assessment refer to the "Notes to Selected Financial Data" at the end of
          this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.




        Prosperity Bancshares, Inc.(R)



        Financial Highlights (Unaudited)



        (Dollars in thousands)






            YIELD ANALYSIS

       Three Months Ended




       Dec 31, 2025

            Sep 30, 2025

        Dec 31, 2024


                                                                 Average                                   Interest                  Average                       (L)                        Average                               Interest               Average                   (L)                         Average                      Interest               Average     (L)
                                              Balance                             Earned/                           Yield/                                 Balance                               Earned/                       Yield/                              Balance                              Earned/                        Yield/
                                                                                  Interest                          Rate                                                                         Interest                      Rate                                                                     Interest                       Rate
                                                                                  Paid                                                                                                           Paid                                                                                                   Paid



          Interest-earning assets:



          Loans held for sale                          $
     11,077                        $
        175                    6.27 %                                        $
          8,371                  $
          140                     6.64 %                             $
          8,571                    $
         144                     6.68 %



          Loans held for investment                       20,603,235                              302,679                    5.83 %                                               20,851,896                          309,949                     5.90 %                                    21,038,694                           313,863                     5.93 %



          Loans held for investment -                      1,258,036                               18,662                    5.89 %                                                1,217,579                           19,356                     6.31 %                                     1,137,113                            19,048                     6.66 %
Warehouse Purchase Program



          Total loans                                     21,872,348                              321,516                    5.83 %                                               22,077,846                          329,445                     5.92 %                                    22,184,378                           333,055                     5.97 %



          Investment securities                           10,378,696                               56,767                    2.17 %                       (M)                     10,530,807                           58,207                     2.19 %                (M)                 11,265,535                            58,260                     2.06 %         (M)



          Federal funds sold and other                       830,926                                8,364                    3.99 %                                                  934,318                           10,455                     4.44 %                                     1,628,050                            19,630                     4.80 %
earning assets



          Total interest-earning assets                   33,081,970                              386,647                    4.64 %                                               33,542,971                          398,107                     4.71 %                                    35,077,963                           410,945                     4.66 %



          Allowance for credit losses on                   (337,892)                                                                                                           (343,872)                                                                                             (353,560)
loans



          Noninterest-earning assets                       4,921,850                                                                                                            4,930,764                                                                                              4,902,996



          Total assets                             $
     37,665,928                                                                                               $
          38,129,863                                                                                     $
      39,627,399





          Interest-bearing liabilities:



          Interest-bearing demand deposits          $
     4,812,342                      $
        9,088                    0.75 %                                    $
          4,656,452                $
          8,951                     0.76 %                         $
          4,845,174                  $
         8,535                     0.70 %



          Savings and money market                         9,054,281                               44,771                    1.96 %                                                8,977,585                           46,934                     2.07 %                                     8,915,410                            47,089                     2.10 %
deposits



          Certificates and other time                      4,519,742                               40,766                    3.58 %                                                4,422,996                           40,080                     3.60 %                                     4,552,445                            46,426                     4.06 %
deposits



          Other borrowings                                 1,595,652                               16,028                    3.99 %                                                2,480,435                           27,613                     4.42 %                                     3,332,609                            39,620                     4.73 %



          Securities sold under repurchase                   185,289                                1,041                    2.23 %                                                  187,462                            1,094                     2.32 %                                       231,240                             1,501                     2.58 %
agreements



          Total interest-bearing liabilities              20,167,306                              111,694                    2.20 %                       (N)                     20,724,930                          124,672                     2.39 %                (N)                 21,876,878                           143,171                     2.60 %         (N)





          Noninterest-bearing liabilities:



          Noninterest-bearing demand                       9,543,581                                                                                                            9,451,153                                                                                              9,829,912
deposits



          Allowance for credit losses on                      37,646                                                                                                               37,646                                                                                                 37,646
off-balance sheet credit
exposures



          Other liabilities                                  248,593                                                                                                              258,156                                                                                                454,298



          Total liabilities                               29,997,126                                                                                                           30,471,885                                                                                             32,198,734



          Shareholders' equity                             7,668,802                                                                                                            7,657,978                                                                                              7,428,665



          Total liabilities and                    $
     37,665,928                                                                                               $
          38,129,863                                                                                     $
      39,627,399
shareholders' equity





          Net interest income and margin                                               $
      274,953                    3.30 %                                                                         $
     273,435                     3.23 %                                                               $
      267,774                      3.04 %



          Non-GAAP to GAAP
reconciliation:



          Tax equivalent adjustment                                                                514                                                                                                              807                                                                                                      767



          Net interest income and margin                                               $
      275,467                    3.30 %                                                                         $
     274,242                     3.24 %                                                               $
      268,541                      3.05 %
     (tax equivalent basis)




 (L)

 Annualized and based on an actual 365-day or 366-day basis.


 (M)     Yield on securities was impacted by net premium amortization of $4,668, $2,877, and $5,609 for the three months ended December 31, 2025, September 30, 2025, and
          December 31, 2024, respectively.


 (N)     Total cost of funds, including noninterest bearing deposits, was 1.49%, 1.64% and 1.80% for the three months ended December 31, 2025, September 30, 2025, and
          December 31, 2024, respectively.




          Prosperity Bancshares, Inc.(R)



          Financial Highlights (Unaudited)



          (Dollars in thousands)






            YIELD ANALYSIS

        Year-to-Date




        Dec 31, 2025

            Dec 31, 2024


                                                                                     Average                                   Interest                  Average          (O)                          Average                              Interest              Average     (O)
                                                                  Balance                           Earned/                               Yield/                    Balance                                 Earned/                        Yield/
                                                                                                    Interest                              Rate                                                              Interest                       Rate
                                                                                                    Paid                                                                                                    Paid



         Interest-earning assets:



         Loans held for sale                                               $
      9,215                        $
          608                    6.60 %                           $
          7,603                     $
          522                 6.87 %



         Loans held for investment                                            20,829,523                              1,224,368                    5.88 %                                  20,973,042                           1,242,836                 5.93 %



         Loans held for investment - Warehouse Purchase                        1,134,031                                 70,498                    6.22 %                                     973,206                              69,804                 7.17 %
Program



         Total loans                                                          21,972,769                              1,295,474                    5.90 %                                  21,953,851                           1,313,162                 5.98 %



         Investment securities                                                10,696,480                                230,696                    2.16 %          (P)                     11,934,793                             246,726                 2.07 %         (P)



         Federal funds sold and other earning assets                           1,010,707                                 44,153                    4.37 %                                   1,216,728                              63,825                 5.25 %



         Total interest-earning assets                                        33,679,956                              1,570,323                    4.66 %                                  35,105,372                           1,623,713                 4.63 %



         Allowance for credit losses on loans                                  (345,158)                                                                                                (344,167)



         Noninterest-earning assets                                            4,946,200                                                                                                 4,839,630



         Total assets                                                  $
     38,280,998                                                                                    $
          39,600,835





         Interest-bearing liabilities:



         Interest-bearing demand deposits                               $
     4,873,634                     $
          35,917                    0.74 %                       $
          4,900,189                  $
          35,342                 0.72 %



         Savings and money market deposits                                     8,996,090                                183,146                    2.04 %                                   8,949,010                             194,317                 2.17 %



         Certificates and other time deposits                                  4,434,168                                160,914                    3.63 %                                   4,301,763                             178,965                 4.16 %



         Other borrowings                                                      2,389,589                                104,234                    4.36 %                                   3,802,910                             181,640                 4.78 %



         Securities sold under repurchase agreements                             196,205                                  4,620                    2.35 %                                     257,171                               6,954                 2.70 %



         Total interest-bearing liabilities                                   20,889,686                                488,831                    2.34 %          (Q)                     22,211,043                             597,218                 2.69 %         (Q)





         Noninterest-bearing liabilities:



         Noninterest-bearing demand deposits                                   9,501,997                                                                                                 9,683,980



         Allowance for credit losses on off-balance sheet credit                  37,646                                                                                                    37,134
exposures



         Other liabilities                                                       246,359                                                                                                   363,607



         Total liabilities                                                    30,675,688                                                                                                32,295,764



         Shareholders' equity                                                  7,605,310                                                                                                 7,305,071



         Total liabilities and shareholders' equity                    $
     38,280,998                                                                                    $
          39,600,835





         Net interest income and margin                                                                  $
        1,081,492                    3.21 %                                                              $
    1,026,495                 2.92 %



         Non-GAAP to GAAP reconciliation:



         Tax equivalent adjustment                                                                                     2,185                                                                                                  3,183



         Net interest income and margin (tax equivalent basis)                                           $
        1,083,677                    3.22 %                                                              $
    1,029,678                 2.93 %




 (O)

 Based on an actual 365-day or 366-day basis.


 (P)     Yield on securities was impacted by net premium amortization of $17,498 and $22,836 for the year ended December 31, 2025, and
          2024, respectively.


 (Q)     Total cost of funds, including noninterest bearing deposits, was 1.61% and 1.87% for the year ended December 31, 2025, and
          2024, respectively.




    Prosperity Bancshares, Inc.(R)



    Financial Highlights (Unaudited)



      (Dollars in thousands)






            Three Months Ended


                                                                                         Dec 31, 2025                 Sep 30,           Jun 30,         Mar 31,
                                                                                                            2025                   2025         2025            Dec 31, 2024




            YIELD TREND (R)






            Interest-Earning Assets:



          Loans held for sale                                       6.27                       6.64             6.79         6.80                 6.68
                                                                        %                         %               %           %                   %



          Loans held for investment                                 5.83                       5.90             5.88         5.90                 5.93
                                                                        %                         %               %           %                   %



          Loans held for investment - Warehouse                     5.89                       6.31             6.34         6.40                 6.66
                                                                        %                         %               %           %                   %
Purchase Program



          Total loans                                               5.83                       5.92             5.91         5.92                 5.97
                                                                        %                         %               %           %                   %



          Investment securities (S)                                 2.17                       2.19             2.13         2.13                 2.06
                                                                        %                         %               %           %                   %



          Federal funds sold and other earning assets               3.99                       4.44             4.50         4.47                 4.80
                                                                        %                         %               %           %                   %



          Total interest-earning assets                             4.64                       4.71             4.66         4.64                 4.66
                                                                        %                         %               %           %                   %






            Interest-Bearing Liabilities:



          Interest-bearing demand deposits                          0.75                       0.76             0.74         0.70                 0.70
                                                                        %                         %               %           %                   %



          Savings and money market deposits                         1.96                       2.07             2.05         2.06                 2.10
                                                                        %                         %               %           %                   %



          Certificates and other time deposits                      3.58                       3.60             3.59         3.75                 4.06
                                                                        %                         %               %           %                   %



          Other borrowings                                          3.99                       4.42             4.44         4.45                 4.73
                                                                        %                         %               %           %                   %



          Securities sold under repurchase agreements               2.23                       2.32             2.37         2.48                 2.58
                                                                        %                         %               %           %                   %



          Total interest-bearing liabilities                        2.20                       2.39             2.38         2.39                 2.60
                                                                        %                         %               %           %                   %





          Net Interest Margin                                       3.30                       3.23             3.18         3.14                 3.04
                                                                        %                         %               %           %                   %



          Net Interest Margin (tax equivalent)                      3.30                       3.24             3.18         3.14                 3.05
                                                                        %                         %               %           %                   %




 (R)

 Annualized and based on average balances on an actual 365-day or 366-day basis.


 (S)     Yield on securities was impacted by net premium amortization of $4,668, $2,877, $4,926, $5,027 and $5,609 for the three months ended December 31, 2025, September
          30, 2025, June 30, 2025, March 31, 2025, and December 31, 2024, respectively.




        Prosperity Bancshares, Inc.(R)



        Financial Highlights (Unaudited)



        (Dollars in thousands)






        Three Months Ended


                                                                                 Dec 31, 2025                             Sep 30, 2025                    Jun 30, 2025                 Mar 31, 2025         Dec 31, 2024




            Balance Sheet Averages



          Loans held for sale                                        $
      11,077                        $
      8,371                  $
       9,813            $
        7,570      $
          8,571



          Loans held for investment                                      20,603,235                           20,851,896                      20,907,400                 20,959,226             21,038,694



          Loans held for investment - Warehouse Purchase                  1,258,036                            1,217,579                       1,179,307                    876,086              1,137,113
Program



          Total loans                                                    21,872,348                           22,077,846                      22,096,520                 21,842,882             22,184,378





          Investment securities                                          10,378,696                           10,530,807                      10,867,856                 11,017,400             11,265,535



          Federal funds sold and other earning assets                       830,926                              934,318                         841,933                  1,443,220              1,628,050



          Total interest-earning assets                                  33,081,970                           33,542,971                      33,806,309                 34,303,502             35,077,963



          Allowance for credit losses on loans                            (337,892)                           (343,872)                      (348,310)                 (350,715)             (353,560)



          Cash and due from banks                                           311,541                              291,809                         294,379                    326,066                317,420



          Goodwill                                                        3,503,127                            3,503,127                       3,503,127                  3,503,128              3,505,030



          Core deposit intangibles, net                                      53,553                               56,956                          60,739                     64,293                 68,167



          Other real estate                                                  14,004                               11,533                           8,749                      7,105                  6,778



          Fixed assets, net                                                 380,254                              377,680                         374,486                    374,448                373,561



          Other assets                                                      659,371                              689,659                         691,735                    729,251                632,040



          Total assets                                           $
      37,665,928                   $
      38,129,863              $
      38,391,214       $
        38,957,078 $
          39,627,399





          Noninterest-bearing deposits                            $
      9,543,581                    $
      9,451,153               $
      9,508,845        $
        9,504,540  $
          9,829,912



          Interest-bearing demand deposits                                4,812,342                            4,656,452                       4,807,864                  5,224,796              4,845,174



          Savings and money market deposits                               9,054,281                            8,977,585                       8,944,897                  9,007,286              8,915,410



          Certificates and other time deposits                            4,519,742                            4,422,996                       4,366,510                  4,426,521              4,552,445



          Total deposits                                                 27,929,946                           27,508,186                      27,628,116                 28,163,143             28,142,941



          Other borrowings                                                1,595,652                            2,480,435                       2,717,583                  2,776,667              3,332,609



          Securities sold under repurchase agreements                       185,289                              187,462                         194,577                    217,945                231,240



          Allowance for credit losses on off-balance sheet                   37,646                               37,646                          37,646                     37,646                 37,646
credit exposures



          Other liabilities                                                 248,593                              258,156                         227,002                    255,876                454,298



          Shareholders' equity                                            7,668,802                            7,657,978                       7,586,290                  7,505,801              7,428,665



          Total liabilities and equity                           $
      37,665,928                   $
      38,129,863              $
      38,391,214       $
        38,957,078 $
          39,627,399




            Prosperity Bancshares, Inc.(R)



            Financial Highlights (Unaudited)



            (Dollars in thousands)




                                                                    Dec 31, 2025            Sep 30, 2025          Jun 30, 2025                   Mar 31, 2025                         Dec 31, 2024


                        Period End Balances




                        Loan Portfolio



          Commercial and                                 $
  1,864,337           8.6    $
     1,879,282  8.5      $
          1,897,117    8.6             $
          1,915,124    8.7           $
        1,962,111    8.8

                                                                                   %                      %                               %                                        %                                    %
industrial



          Warehouse purchase                                 1,304,798           6.0           1,278,178  5.8                  1,287,440    5.8                         1,057,893    4.8                     1,080,903    4.9

                                                                                   %                      %                               %                                        %                                    %
program



          Construction, land                                 2,741,455          12.6           2,865,279 13.0                  2,873,238   12.9                         2,845,082   13.0                     2,859,281   12.9


                                                                                   %                      %                               %                                        %                                    %
development and other
land loans



          1-4 family residential                             7,430,929          34.1           7,461,900 33.9                  7,530,816   33.9                         7,576,350   34.5                     7,581,450   34.2


                                                                                   %                      %                               %                                        %                                    %



          Home equity                                          843,708           3.8             848,740  3.9                    869,370    3.9                           896,529    4.1                       906,139    4.1

                                                                                   %                      %                               %                                        %                                    %



          Commercial real estate                             5,776,397          26.5           5,796,937 26.3                  5,827,645   26.3                         5,783,410   26.3                     5,800,985   26.2


                                                                                   %                      %                               %                                        %                                    %
(includes multi-family
residential)



          Agriculture (includes                              1,027,904           4.7           1,019,589  4.6                  1,029,250    4.6                         1,013,960    4.6                     1,033,546    4.7

                                                                                   %                      %                               %                                        %                                    %
farmland)



          Consumer and other                                   376,241           1.7             366,027  1.7                    368,747    1.7                           378,821    1.7                       378,817    1.7

                                                                                   %                      %                               %                                        %                                    %



          Energy                                               439,599           2.0             511,837  2.3                    513,765    2.3                           510,401    2.3                       545,977    2.5

                                                                                   %                      %                               %                                        %                                    %



          Total loans                                   $
  21,805,368               $
    22,027,769         $
        22,197,388                $
          21,977,570                      $
  22,149,209




                        Deposit Types



          Noninterest-bearing                            $
  9,467,911          33.2    $
     9,522,028 34.3      $
          9,426,657   34.3             $
          9,675,915   34.5           $
        9,798,438   34.5


                                                                                   %                      %                               %                                        %                                    %
DDA



          Interest-bearing DDA                               5,365,795          18.8           4,766,146 17.2                  4,708,251   17.1                         4,931,769   17.6                     5,182,035   18.3


                                                                                   %                      %                               %                                        %                                    %



          Money market                                       6,538,213          23.0           6,402,591 23.0                  6,302,770   23.0                         6,339,509   22.6                     6,229,022   21.9


                                                                                   %                      %                               %                                        %                                    %



          Savings                                            2,592,873           9.1           2,616,196  9.4                  2,667,859    9.7                         2,703,736    9.7                     2,685,496    9.5

                                                                                   %                      %                               %                                        %                                    %



          Certificates and other                             4,517,692          15.9           4,475,133 16.1                  4,367,874   15.9                         4,375,870   15.6                     4,486,347   15.8


                                                                                   %                      %                               %                                        %                                    %
time deposits



          Total deposits                                $
  28,482,484               $
    27,782,094         $
        27,473,411                $
          28,026,799                      $
  28,381,338





          Loan to Deposit Ratio                                   76.6                           79.3                         80.8                                  78.4                                78.0
                                                                      %                               %                             %                                      %                                  %




       Prosperity Bancshares, Inc.(R)



       Financial Highlights (Unaudited)



         (Dollars in thousands)






            Construction Loans




                                                         Dec 31, 2025                         Sep 30, 2025                    Jun 30, 2025                  Mar 31, 2025                         Dec 31, 2024





          Single family residential           $
   613,288            22.4            $
          665,194            23.2       $
          696,569   24.2              $
          727,417   25.6               $
        778,067   27.2

                                                                         %                                            %                              %                                       %                                      %
construction



          Land development                         252,650             9.2                        248,616             8.7                   227,254    7.9                          225,784    7.9                         260,158    9.1

                                                                         %                                            %                              %                                       %                                      %



          Raw land                                 220,169             8.0                        230,021             8.0                   248,380    8.7                          261,918    9.2                         278,892    9.7

                                                                         %                                            %                              %                                       %                                      %



          Residential lots                         199,709             7.3                        203,396             7.1                   217,835    7.6                          219,115    7.7                         209,850    7.3

                                                                         %                                            %                              %                                       %                                      %



          Commercial lots                           59,683             2.2                         59,853             2.1                    55,176    1.9                           56,343    2.0                          59,044    2.1

                                                                         %                                            %                              %                                       %                                      %



          Commercial construction and other      1,396,850            50.9                      1,459,255            50.9                 1,428,985   49.7                        1,355,587   47.6                       1,274,619   44.6

                                                                         %                                            %                              %                                       %                                      %



          Net unaccreted discount                    (894)                                    (1,056)                                 (961)                             (1,082)                              (1,349)



          Total construction loans          $
   2,741,455                       $
          2,865,279                    $
        2,873,238                $
          2,845,082                       $
    2,859,281




            Non-Owner Occupied Commercial Real Estate Loans by Metropolitan Statistical Area (MSA) as of December 31, 2025




                                                                                 Houston                                   Dallas                   Austin              OK City              Tulsa                 Other (T)       Total




            Collateral Type



         Shopping center/retail                                $
          235,413                 $
          232,707                $
    56,771         $
   15,277    $
     10,103   $
         324,838   $
         875,109



         Commercial and industrial                                       178,079                              99,941                      21,201              32,892           11,709              250,095              593,917
buildings



         Office buildings                                                105,380                             275,630                      67,950              43,406            4,115               97,139              593,620



         Medical buildings                                               105,572                              16,583                       1,626              42,405           26,358               64,697              257,241



         Apartment buildings                                             163,772                             125,836                     115,077              10,914           12,734              213,785              642,118



         Hotel                                                           111,368                             128,965                      29,744              13,055                              163,981              447,113



         Other                                                           175,802                              63,257                      83,831               5,568            6,767               77,319              412,544



         Total                                               $
          1,075,386                 $
          942,919               $
    376,200        $
   163,517    $
     71,786 $
         1,191,854 $
         3,821,662    (U)




            Acquired Loans






          Non-PCD Loans

            PCD Loans

        Total Acquired Loans


                                                                 Balance at                            Balance at                            Balance at                        Balance at                     Balance at                             Balance at             Balance at                                    Balance at Balance at
                                           Acquisition                       Sep 30,                     Dec 31,                     Acquisition                      Sep 30,                 Dec 31,            Acquisition                                    Sep 30,                Dec 31,
                                           Date                                              2025                       2025           Date                                      2025                    2025        Date                                                   2025                    2025




            Loan marks:


           Acquired banks (V)                      $
        388,625                    $
      20,406               $
      17,479                  $
        332,400          $
          5,472         $
      5,267                  $
      721,025                         $
          25,878        $
      22,746




                        Acquired portfolio
loan balances:



          Acquired banks (V)                           14,323,981                         1,609,115                    1,498,731                          1,376,673                    350,644               300,010                       15,700,654                  (W)             1,959,759             1,798,741




                        Acquired portfolio      $
        13,935,356                 $
      1,588,709            $
      1,481,252                $
        1,044,273        $
          345,172       $
      294,743               $
      14,979,629                      $
          1,933,881     $
      1,775,995
loan balances less
loan marks




 (T)

 Includes other MSA and non-MSA regions.


 (U)

 Represents a portion of total commercial real estate loans of $5.776 billion as of December 31, 2025.


 (V)     Includes Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank, The F&M Bank & Trust
          Company, Tradition Bank, LegacyTexas Bank, FirstCapital Bank and Lone Star Bank.


 (W)

 Actual principal balances acquired.




            Prosperity Bancshares, Inc.(R)



            Financial Highlights (Unaudited)



            (Dollars in thousands)






          Three Months Ended                                                                                               Year-to-Date


                                                                           Dec 31,                                     Sep 30,                 Jun 30,                    Mar 31,                             Dec 31,                Dec 31,  Dec 31,
                                                                     2025                                2025                       2025                     2025               2024                        2025              2024




            Asset Quality



          Nonaccrual loans                                $
       137,217                   $
          105,529              $
      102,031         $
          73,287   $
         73,647            $
          137,217  $
       73,647



          Accruing loans 90 or more days past due                    317                                   268                          576                         91               2,189                            317            2,189



          Total nonperforming loans                              137,534                               105,797                      102,607                     73,378              75,836                        137,534           75,836



          Repossessed assets                                          12                                    16                            6                         29                   4                             12                4



          Other real estate                                       13,296                                13,750                        7,874                      8,012               5,701                         13,296            5,701



          Total nonperforming assets                      $
       150,842                   $
          119,563              $
      110,487         $
          81,419   $
         81,541            $
          150,842  $
       81,541





          Nonperforming assets:



          Commercial and industrial (includes energy)      $
       57,237                    $
          27,880               $
      27,680          $
          8,966   $
         10,080             $
          57,237  $
       10,080



          Construction, land development and other                 2,183                                   583                        1,859                      1,952               4,481                          2,183            4,481
land loans



          1-4 family residential (includes home                   60,296                                57,241                       50,501                     42,481              44,824                         60,296           44,824
equity)



          Commercial real estate (includes multi-                  9,215                                11,471                       12,865                     12,257              18,861                          9,215           18,861
family residential)



          Agriculture (includes farmland)                         16,713                                17,080                       17,547                     15,725               3,208                         16,713            3,208



          Consumer and other                                       5,198                                 5,308                           35                         38                  87                          5,198               87



          Total                                           $
       150,842                   $
          119,563              $
      110,487         $
          81,419   $
         81,541            $
          150,842  $
       81,541



          Number of loans/properties                                 449                                   424                          392                        363                 368                            449              368



          Allowance for credit losses on loans            $
       333,742                   $
          339,626              $
      346,084        $
          349,101  $
         351,805            $
          333,742 $
       351,805





          Net charge-offs (recoveries):



          Commercial and industrial (includes               $
       5,388                     $
          3,341                $
      1,044            $
          330      $
         405             $
          10,103   $
       6,774
energy)



          Construction, land development and other                 (154)                                   34                          (3)                     (156)                294                          (279)             779
land loans



          1-4 family residential (includes home                      175                                   853                          342                      1,051                 180                          2,421            1,471
equity)



          Commercial real estate (includes multi-                  (665)                                1,015                           55                        178                 362                            583              222
family residential)



          Agriculture (includes farmland)                            (5)                                 (40)                        (14)                                            5                           (59)             126



          Consumer and other                                       1,145                                 1,255                        1,593                      1,301               1,346                          5,294            5,186



          Total                                             $
       5,884                     $
          6,458                $
      3,017          $
          2,704    $
         2,592             $
          18,063  $
       14,558






            Asset Quality Ratios



          Nonperforming assets to average interest-                 0.46                                  0.36                         0.33                       0.24                0.23                           0.45             0.23
                                                                          %                                    %                           %                         %                  %                             %               %
earning assets



          Nonperforming assets to loans and other real              0.69                                  0.54                         0.50                       0.37                0.37                           0.69             0.37
                                                                          %                                    %                           %                         %                  %                             %               %
estate



          Net charge-offs to average loans (annualized)             0.11                                  0.12                         0.05                       0.05                0.05                           0.08             0.07
                                                                          %                                    %                           %                         %                  %                             %               %



          Allowance for credit losses on loans to total             1.53                                  1.54                         1.56                       1.59                1.59                           1.53             1.59
                                                                          %                                    %                           %                         %                  %                             %               %
loans



          Allowance for credit losses on loans to total             1.63                                  1.64                         1.66                       1.67                1.67                           1.63             1.67
                                                                          %                                    %                           %                         %                  %                             %               %
loans, excluding Warehouse Purchase Program
loans (G)


Prosperity Bancshares, Inc.®
Notes to Selected Financial Data (Unaudited)(Dollars and share amounts in thousands, except per share data)

NOTES TO SELECTED FINANCIAL DATA

Prosperity’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, for internal planning and forecasting purposes, Prosperity reviews each of diluted earnings per share, return on average assets, return on average common equity, and return on average tangible common equity, in each case excluding merger related provision for credit losses, net of tax, merger related expenses, net of tax, FDIC special assessment, net of tax, and net gain on sale or write-up of securities, net of tax; return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses to total loans excluding Warehouse Purchase Program loans; the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities; and the efficiency ratio, excluding net gains and losses on the sale, write-down or write-up of assets and securities, merger related expenses and FDIC special assessment. In addition, due to the application of purchase accounting, Prosperity uses certain non-GAAP financial measures and ratios that exclude the impact of these items to evaluate its allowance for credit losses to total loans (excluding Warehouse Purchase Program loans). Prosperity has included information below relating to these non-GAAP financial measures for the applicable periods presented.




 Three Months Ended                      Year-to-Date


                                                                                                                                          Dec 31,                                 Sep 30,                                 Jun 30,                    Mar 31,      Dec 31,                            Dec 31,                               Dec 31,
                                                                                                                                                        2025                               2025                                2025                        2025          2024                                2025                                  2024





              Reconciliation of diluted earnings per share to
diluted earnings per share excluding merger
related provision for credit losses, net of tax,
merger related expenses, net of tax, FDIC special
assessment, net of tax, and net gain on sale or
write-up of securities, net of tax:



          Diluted earnings per share (unadjusted)                                                                                                                 $
        1.49                         $
         1.45                     $
          1.42                      $
          1.37                      $
          1.37                         $
          5.72         $
          5.05





          Net income                                                                                                                                           $
        139,907                      $
         137,556                  $
          135,155                   $
          130,225                   $
          130,076                      $
          542,843      $
          479,386



          Merger related provision for credit losses, net of                                                                                                                                                                                                                                                                                                                                    7,162
tax(X)



          Merger related expenses, net of tax(X)                                                                                                                             212                                      49                                                                                                                                                    261                    3,511



          FDIC special assessment, net of tax(X)                                                                                                                         (2,807)                                                                                                                                                                                      (2,807)                   2,807



          Net gain on sale or write-up of securities, net of                                                                                                                                                                                                                                                                                                                                  (8,884)
tax(X)



          Net income excluding merger related provision for                                                                                                    $
        137,312                      $
         137,605                  $
          135,155                   $
          130,225                   $
          130,076                      $
          540,297      $
          483,982
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):





          Weighted average diluted shares outstanding                                                                                                                     94,044                                  95,093                               95,277                                95,266                                95,264                                   94,917                   95,000



          Merger related provision for credit losses, net of tax,
          $
 $
 $
       $
  $
 $                           $
          0.08
per diluted common share(X)



          Merger related expenses, net of tax, per diluted
          $
 $
 $
       $
  $
 $                           $
          0.04
common share(X)



          FDIC special assessment, net of tax, per diluted                                                                                                      $
        (0.03)
 $
 $
       $
  $                                         $
          (0.03)        $
          0.03
common share(X)



          Net gain on sale or write-up of securities, net of tax,
          $
 $
 $
       $
  $
 $                         $
          (0.09)
per diluted common
share(X)



          Diluted earnings per share excluding merger related                                                                                                     $
        1.46                         $
         1.45                     $
          1.42                      $
          1.37                      $
          1.37                         $
          5.69         $
          5.11
provision for credit losses, net of tax, merger related
expenses, net of tax, FDIC special assessment, net
of tax, and net gain on sale or write-up of securities,
net of tax:(X)







              Reconciliation of return on average assets to
return on average assets excluding merger
related provision for credit losses, net of tax,
merger related expenses, net of tax, FDIC special
assessment, net of tax, and net gain on sale or
write-up of securities, net of tax:



          Return on average assets (unadjusted)                                                                                                                             1.49                                    1.44                                 1.41                                  1.34                                  1.31                                     1.42                     1.21
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %





          Net income excluding merger related provision for                                                                                                    $
        137,312                      $
         137,605                  $
          135,155                   $
          130,225                   $
          130,076                      $
          540,297      $
          483,982
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):



          Average total assets                                                                                                                              $
        37,665,928                   $
         38,129,863               $
          38,391,214                $
          38,957,078                $
          39,627,399                   $
          38,280,998   $
          39,600,835



          Return on average assets excluding merger related                                                                                                                 1.46                                    1.44                                 1.41                                  1.34                                  1.31                                     1.41                     1.22
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
provision for credit losses, net of tax, merger related
expenses, net of tax, FDIC special assessment, net
of tax, and net gain on sale or write-up of securities,
net of tax (F) (X)




                                                                                      (X) Calculated assuming a federal tax rate of
                                                                                           21.0%.







 Three Months Ended                      Year-to-Date


                                                                                                                                          Dec 31,                                 Sep 30,                                 Jun 30,                    Mar 31,      Dec 31,                            Dec 31,                               Dec 31,
                                                                                                                                                        2025                               2025                                2025                        2025          2024                                2025                                  2024





              Reconciliation of return on average common
equity to return on average common equity
excluding merger related provision for credit
losses, net of tax, merger related expenses, net of
tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax:



          Return on average common equity (unadjusted)                                                                                                                      7.30                                    7.18                                 7.13                                  6.94                                  7.00                                     7.14                     6.56
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %





          Net income excluding merger related provision for                                                                                                    $
        137,312                      $
         137,605                  $
          135,155                   $
          130,225                   $
          130,076                      $
          540,297      $
          483,982
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):



          Average shareholders' equity                                                                                                                       $
        7,668,802                    $
         7,657,978                $
          7,586,290                 $
          7,505,801                 $
          7,428,665                    $
          7,605,310    $
          7,305,071



          Return on average common equity excluding merger                                                                                                                  7.16                                    7.19                                 7.13                                  6.94                                  7.00                                     7.10                     6.63
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
related provision for credit losses, net of tax, merger
related expenses, net of tax, FDIC special
assessment, net of tax, and net gain on sale or write-
up of securities, net of tax (F) (X)







              Reconciliation of return on average common
equity to return on average tangible common
equity:



          Net income                                                                                                                                           $
        139,907                      $
         137,556                  $
          135,155                   $
          130,225                   $
          130,076                      $
          542,843      $
          479,386



          Average shareholders' equity                                                                                                                       $
        7,668,802                    $
         7,657,978                $
          7,586,290                 $
          7,505,801                 $
          7,428,665                    $
          7,605,310    $
          7,305,071



          Less: Average goodwill and other intangible assets                                                                                                         (3,556,680)                            (3,560,083)                         (3,563,866)                          (3,567,421)                          (3,573,197)                             (3,561,978)             (3,537,930)



          Average tangible shareholders' equity                                                                                                              $
        4,112,122                    $
         4,097,895                $
          4,022,424                 $
          3,938,380                 $
          3,855,468                    $
          4,043,332    $
          3,767,141



          Return on average tangible common equity (F)                                                                                                                     13.61                                   13.43                                13.44                                 13.23                                 13.50                                    13.43                    12.73
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %







              Reconciliation of return on average common
equity to return on average tangible common
equity excluding merger related provision for
credit losses, net of tax, merger related expenses,
net of tax, and FDIC special assessment, net of
tax:



          Net income excluding merger related provision for                                                                                                    $
        137,312                      $
         137,605                  $
          135,155                   $
          130,225                   $
          130,076                      $
          540,297      $
          483,982
credit losses, net of tax, merger related expenses, net
of tax, FDIC special assessment, net of tax, and net
gain on sale or write-up of securities, net of tax(X):



          Average shareholders' equity                                                                                                                       $
        7,668,802                    $
         7,657,978                $
          7,586,290                 $
          7,505,801                 $
          7,428,665                    $
          7,605,310    $
          7,305,071



          Less: Average goodwill and other intangible assets                                                                                                         (3,556,680)                            (3,560,083)                         (3,563,866)                          (3,567,421)                          (3,573,197)                             (3,561,978)             (3,537,930)



          Average tangible shareholders' equity                                                                                                              $
        4,112,122                    $
         4,097,895                $
          4,022,424                 $
          3,938,380                 $
          3,855,468                    $
          4,043,332    $
          3,767,141



          Return on average tangible common equity                                                                                                                         13.36                                   13.43                                13.44                                 13.23                                 13.50                                    13.36                    12.85
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
excluding merger related provision for credit losses,
net of tax, merger related expenses, net of tax, FDIC
special assessment, net of tax, and net gain on sale
or write-up of securities, net of tax (F) (X)







              Reconciliation of book value per share to tangible
book value per share:



          Shareholders' equity                                                                                                                               $
        7,616,140                    $
         7,664,938                $
          7,599,736                 $
          7,517,061                 $
          7,438,495                    $
          7,616,140    $
          7,438,495



          Less: Goodwill and other intangible assets                                                                                                                 (3,554,732)                            (3,558,321)                         (3,561,923)                          (3,565,533)                          (3,569,176)                             (3,554,732)             (3,569,176)



          Tangible shareholders' equity                                                                                                                      $
        4,061,408                    $
         4,106,617                $
          4,037,813                 $
          3,951,528                 $
          3,869,319                    $
          4,061,408    $
          3,869,319





          Period end shares outstanding                                                                                                                                   93,058                                  94,993                               95,277                                95,258                                95,275                                   93,058                   95,275



          Tangible book value per share                                                                                                                          $
        43.64                        $
         43.23                    $
          42.38                     $
          41.48                     $
          40.61                        $
          43.64        $
          40.61









 Three Months Ended                      Year-to-Date


                                                                                                                                          Dec 31,                                 Sep 30,                                 Jun 30,                    Mar 31,      Dec 31,                            Dec 31,                               Dec 31,
                                                                                                                                                        2025                               2025                                2025                        2025          2024                                2025                                  2024





              Reconciliation of equity to assets ratio to period
end tangible equity to period end tangible assets
ratio:



          Tangible shareholders' equity                                                                                                                      $
        4,061,408                    $
         4,106,617                $
          4,037,813                 $
          3,951,528                 $
          3,869,319                    $
          4,061,408    $
          3,869,319



          Total assets                                                                                                                                      $
        38,463,425                   $
         38,330,469               $
          38,417,352                $
          38,764,675                $
          39,566,738                   $
          38,463,425   $
          39,566,738



          Less: Goodwill and other intangible assets                                                                                                                 (3,554,732)                            (3,558,321)                         (3,561,923)                          (3,565,533)                          (3,569,176)                             (3,554,732)             (3,569,176)



          Tangible assets                                                                                                                                   $
        34,908,693                   $
         34,772,148               $
          34,855,429                $
          35,199,142                $
          35,997,562                   $
          34,908,693   $
          35,997,562



          Period end tangible equity to period end tangible                                                                                                                11.63                                   11.81                                11.58                                 11.23                                 10.75                                    11.63                    10.75
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
assets ratio







              Reconciliation of allowance for credit losses to
total loans to allowance for credit losses on loans
to total loans excluding Warehouse Purchase
Program:



          Allowance for credit losses on loans                                                                                                                 $
        333,742                      $
         339,626                  $
          346,084                   $
          349,101                   $
          351,805                      $
          333,742      $
          351,805



          Total loans                                                                                                                                       $
        21,805,368                   $
         22,027,769               $
          22,197,388                $
          21,977,570                $
          22,149,209                   $
          21,805,368   $
          22,149,209



          Less: Warehouse Purchase Program loans                                                                                                                     (1,304,798)                            (1,278,178)                         (1,287,440)                          (1,057,893)                          (1,080,903)                             (1,304,798)             (1,080,903)



          Total loans less Warehouse Purchase Program                                                                                                       $
        20,500,570                   $
         20,749,591               $
          20,909,948                $
          20,919,677                $
          21,068,306                   $
          20,500,570   $
          21,068,306



          Allowance for credit losses on loans to total loans                                                                                                               1.63                                    1.64                                 1.66                                  1.67                                  1.67                                     1.63                     1.67
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
excluding Warehouse Purchase Program







              Reconciliation of efficiency ratio to efficiency
ratio excluding net gains and losses on the sale,
write-down  or write-up of assets and securities:



          Noninterest expense                                                                                                                                  $
        138,712                      $
         138,635                  $
          138,565                   $
          140,301                   $
          141,545                      $
          556,213      $
          570,573





          Net interest income                                                                                                                                  $
        274,953                      $
         273,435                  $
          267,722                   $
          265,382                   $
          267,774                    $
          1,081,492    $
          1,026,495



          Noninterest income                                                                                                                                              42,780                                  41,238                               42,982                                41,301                                39,837                                  168,301                  165,809



          Less: net gain (loss) on sale or write-down of                                                                                                                      35                                       3                                1,414                                 (235)                                  584                                    1,217                    2,824
assets



          Less: net gain on sale or write-up of securities                                                                                                                                                                                                                                                                                                                                     11,245



          Noninterest income excluding net gains and losses                                                                                                               42,745                                  41,235                               41,568                                41,536                                39,253                                  167,084                  151,740
on the sale, write-down or write-up of assets and
securities



          Total income excluding net gains and losses on                                                                                                       $
        317,698                      $
         314,670                  $
          309,290                   $
          306,918                   $
          307,027                    $
          1,248,576    $
          1,178,235
the sale, write-down or write-up of assets and
securities



          Efficiency ratio, excluding net gains and losses on                                                                                                              43.66                                   44.06                                44.80                                 45.71                                 46.10                                    44.55                    48.43
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
the sale, write-down or write-up of assets and
securities







              Reconciliation of efficiency ratio to efficiency
ratio, excluding net gains and losses on the sale,
write-down or write-up of assets and securities,
merger related expenses and FDIC special
assessment:



          Noninterest expense                                                                                                                                  $
        138,712                      $
         138,635                  $
          138,565                   $
          140,301                   $
          141,545                      $
          556,213      $
          570,573



          Less: merger related expenses                                                                                                                                      268                                      62                                                                                                                                                    330                    4,444



          Less: FDIC special assessment                                                                                                                                  (3,554)                                                                                                                                                                                      (3,554)                   3,554



          Noninterest expense excluding merger related                                                                                                         $
        141,998                      $
         138,573                  $
          138,565                   $
          140,301                   $
          141,545                      $
          559,437      $
          562,575
expenses and FDIC special assessment





          Net interest income                                                                                                                                  $
        274,953                      $
         273,435                  $
          267,722                   $
          265,382                   $
          267,774                    $
          1,081,492    $
          1,026,495



          Noninterest income                                                                                                                                              42,780                                  41,238                               42,982                                41,301                                39,837                                  168,301                  165,809



          Less: net gain (loss) on sale or write down of                                                                                                                      35                                       3                                1,414                                 (235)                                  584                                    1,217                    2,824
assets



          Less: net gain on sale or write-up of securities                                                                                                                                                                                                                                                                                                                                     11,245



          Noninterest income excluding net gains and losses                                                                                                               42,745                                  41,235                               41,568                                41,536                                39,253                                  167,084                  151,740
on the sale, write-down or write-up of assets and
securities



          Total income excluding net gains and losses on                                                                                                       $
        317,698                      $
         314,670                  $
          309,290                   $
          306,918                   $
          307,027                    $
          1,248,576    $
          1,178,235
the sale, write-down or write-up of assets and
securities



          Efficiency ratio, excluding net gains and losses on                                                                                                              44.70                                   44.04                                44.80                                 45.71                                 46.10                                    44.81                    47.75
                                                                                                                                                                                %                                      %                                   %                                    %                                    %                                       %                       %
the sale, write-down or write-up of assets and
securities, merger related expenses and FDIC
special assessment


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